SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
Commission File Number 0-26202
NOTIFICATION OF LATE FILING
(Check One): |_| Form 10-K, 10-KSB |_| Form 20-F |_| Form 11-K |X| Form 10-Q,
10-QSB |_| Form N-SAR
For Period Ended: JUNE 30, 2000
|_| Transition Report on Form 10-K |_| Transition Report on Form 10-Q
|_| Transition Report on Form 20-F |_| Transition Report on Form N-SAR
|_| Transition Report on Form 11-K
For the Transition Period Ended:
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates: N/A
PART I
REGISTRANT INFORMATION
Full name of registrant GLOBAL CAPITAL PARTNERS, INC.
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Former name if applicable
EASTBROKERS INTERNATIONAL INCORPORATED
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Address of Principal Executive Office (STREET AND NUMBER)
6000 FAIRVIEW ROAD, SUITE 1410
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City, State and Zip Code CHARLOTTE, NORTH CAROLINA 28210
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PART II
RULE 12B-25 (B) AND (C)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check appropriate box.)
|X| (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
|X| (b) The subject annual report, semi-annual report, transition report
on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed due date;
or the subject quarterly report or transition report on Form 10-Q, or portion
thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
|_|(c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K and Form
10-KSB, Form 20-F, Form 11-K, Form 10-Q and Form 10-QSB, Form N-SAR or the
transition report portion thereof could not be filed within the prescribed time
period. (Attach extra sheets if needed.)
The Registrant has recently and until immediately prior to the filing date
hereof been engaged in negotiating and, in certain cases, consummating various
acquisitions and dispositions. The nature of such activities, critical to the
Registrant's business operations, precluded a complete and accurate filing of
the Registrant's Quarterly Report on Form 10-QSB without disclosure thereof and
the proximity of such activities to the filing date and the significant time
demands placed by such activities on the Registrant's management team who are
responsible for preparing such report precluded timely filing thereof with the
disclosure of such activities. As a result, the Registrant is unable, without
unreasonable effort and expense, to file its Quarterly Report on Form 10-QSB
for the quarterly period ended June 30, 2000 within the prescribed period.
The Registrant believes that Form 10-QSB will be filed on or before the
fifth calendar day following the due date.
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PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
KEVIN D. MCNEIL (704) 643-8220
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(Name) (AreaCode) + (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
|X| Yes |_| No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
|X| Yes |_| No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
The Registrant will report a one-time gain from the sale of its European
subsidiaries of $2,060,000. The prior year's balances will be restated to
reflect this sale in accordance with generally accepted accounting principles.
However, other than the reported gain from the sale, the remainder of the items
contained in the results of operations are comparable.
Global Capital Partners, Inc.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: AUGUST 15, 2000 By: /S/ KEVIN D. MCNEIL
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Name: Kevin D. McNeil
Title: Chief Financial Officer
INSTRUCTION. The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal
criminal violations (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, DC 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act. The information contained in or filed with
the form will be made a matter of the public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities of
the registrant is registered.
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4. Amendments to the notifications must also be filed on Form 12b-25 but
need not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
5. ELECTRONIC FILERS. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.
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